**CERTIFICATIONS**





I,
      Armando Russo and J.A. Claydon, certify that:





1. I
      have
      reviewed this annual report on Form 10-KSB of B-TELLER, INC.;





2.  Based
      on
      my knowledge, this annual report does not contain any untrue statement of a
      material fact or omit to state a material fact necessary to make the statements
      made, in light of the circumstances under which such statements were made,
      not
      misleading with respect to the period covered by this annual
      report;





3.  Based
      on
      my knowledge, the financial statements, and other financial information included
      in this annual report, fairly present in all material respects the financial
      condition, results of operations and cash flows of the registrant as of, and
      for, the periods presented in this annual report;





4.  The
      registrant’s corporate management and I are responsible for establishing and
      maintaining disclosure controls and procedures (as defined in Exchange Act
      Rules
      13a-14 and 15d-14) for the registrant and have:


a)
              designed
                  such disclosure controls and procedures to ensure that material
                  information relating to the registrant, including its consolidated
                  subsidiaries, is make known to us by others within those entities,
                  particularly during the period in which this annual report is being
                  prepared;
 
 b)
              evaluated
                  the effectiveness of the registrant’s disclosure controls and procedures
                  as of a date within 90 days prior to the filing date of this annual
                  report
                  (the “Evaluation Date”); and
 
 c)
              presented
                  in this annual report our conclusions about the effectiveness of
                  the
                  disclosure controls and procedures based on our evaluation as of
                  the
                  Evaluation Date;


5.    
       The registrant’s corporate management and I have disclosed, based on our
      most recent evaluation, to the registrant’s board of directors:


a)
              all
                  significant deficiencies in the design or operation of internal
                  controls
                  which could adversely affect the registrant’s ability to record, process,
                  summarize and report financial data and have identified for the
                  registrant’s auditors any material weaknesses in internal controls; and
 
 b)
              any
                  fraud, whether or not material, that involves management or other
                  employees who have a significant role in the registrant’s internal
                  controls; and


6.  The
      registrant’s corporate management and I have indicated in this annual report
      whether there were significant changes in internal controls or in other factors
      that could significantly affect internal controls subsequent to the date of
      our
      most recent evaluation, including any corrective actions with regard to
      significant deficiencies and material weaknesses.





B-TELLER,
      INC.





By /s/
      Armando Russo


President





By
      /s/ J.
      A.
      Claydon


**Secretary**